0001574085-14-000011 Sample Contracts

GUARANTY OF RECOURSE OBLIGATIONS
Guaranty of Recourse Obligations • February 26th, 2014 • Ashford Hospitality Prime, Inc. • Real estate investment trusts • New York

This GUARANTY OF RECOURSE OBLIGATIONS (this “Guaranty”) is executed as of February 24, 2014 by ASHFORD HOSPITALITY PRIME LIMITED PARTNERSHIP, a Delaware limited partnership, having an office at 14185 Dallas Parkway, Suite 1100, Dallas, Texas 75254 (“Guarantor”), for the benefit of GERMAN AMERICAN CAPITAL CORPORATION, a Maryland corporation, having an address at 60 Wall Street, 10th Floor, New York, New York 10005 (together with its successors and/or assigns, “Lender”).

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LOAN AGREEMENT Dated as of February 24, 2014 Between ASHFORD CHICAGO LP, as Borrower,
Loan Agreement • February 26th, 2014 • Ashford Hospitality Prime, Inc. • Real estate investment trusts • New York

THIS LOAN AGREEMENT, dated as of February 24, 2014 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), between GERMAN AMERICAN CAPITAL CORPORATION, a Maryland corporation, having an address at 60 Wall Street, 10th Floor, New York, New York 10005 (together with its successors and assigns, collectively, “Lender”), ASHFORD CHICAGO LP, a Delaware limited partnership, having an address at 14185 Dallas Parkway, Suite 1100, Dallas, Texas 75254 (together with its permitted successors and assigns, collectively, “Borrower”) and ASHFORD TRS CHICAGO II LLC, a Delaware limited liability company, having an address at 14185 Dallas Parkway, Suite 1100, Dallas, Texas 75254 (together with its permitted successors and assigns, collectively, “Operating Lessee”).

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